Prospector Resources Corp.
TSX VENTURE : PRR

April 24, 2017 08:00 ET

Prospector Announces Results of Annual General and Special Meeting

VANCOUVER, BRITISH COLUMBIA--(Marketwired - April 24, 2017) - PROSPECTOR RESOURCES CORP. ("Prospector" or the "Company") (TSX VENTURE:PRR) is pleased to announce the results of the 2017 Annual General and Special Meeting of its shareholders held on April 21, 2017 in Vancouver, British Columbia (the "Meeting"). Each of the matters voted upon at the Meeting is discussed in detail in the Company's Management Information Circular dated March 21, 2017, a copy of which is available under the Company's profile on SEDAR at www.sedar.com (the "Circular"). The voting results for each matter voted on by the shareholders at the Meeting is provided below.

1. Fixing Number of Directors

The shareholders passed a resolution fixing the number of directors to be elected at the Meeting at six. The vote in respect of this matter was carried out by ballot, with 100% of the votes cast being in favour of the resolution.

2. Election of Directors

All of the nominees named in the Circular were elected as directors of the Company. The vote in respect of this matter was carried out by ballot. The detailed results of voting are as follows:

Votes for Votes Withheld
Nominee Number Percentage Number Percentage
Alexander Black 31,399,090 99.99% 3 less than 0.001%
Klaus Zeitler 31,993,093 100% 0 0%
Sidney Robinson 31,993,093 100% 0 0%
Ram Ramachandran 31,993,093 100% 0 0%
David Thomas 31,993,093 100% 0 0%
Daniel Kenney 31,993,093 100% 0 0%

3. Appointment of Auditors

The shareholders approved the appointment of Grant Thornton LLP, Chartered Accountants, as the auditors of the Company to hold office until the close of the next annual meeting of shareholders of the Company at a remuneration to be fixed by the directors of the Company. The vote in respect of this matter was carried out by ballot, with 100% of the votes cast being in favour of the appointment.

4. Name Change

The shareholders approved by special resolution the Company changing its name to "Rio2 Limited". The vote in respect of this matter was carried out by ballot, with 99.98% of the votes cast being in favour of the resolution.

5. Continuance into Ontario

The shareholders approved by special resolution the continuance (the "Continuance") of the Company from the Province of British Columbia into the Province of Ontario. The vote in respect of this matter was carried out by ballot, with 99.99% of the votes cast being in favour of the resolution.

6. Adoption of By-Laws

The shareholders approved the adoption of by-laws of the Corporation in the form attached to the Circular in connection with and subject to the Continuance. The vote in respect of this matter was carried out by ballot, with 99.99% of the votes cast being in favour of the resolution.

7. Approval of Stock Option Plan

The shareholders approved and ratified the Company's stock option plan in the form attached to the Circular. The vote in respect of this matter was carried out by ballot, with 99.99% of the votes cast being in favour of the resolution.

8. Approval of Share Incentive Plan

The shareholders approved and ratified the Company's share incentive plan in the form attached to the Circular. The vote in respect of this matter was carried out by ballot, with 99.99% of the votes cast being in favour of the resolution.

The Company expects to complete the Continuance and Name Change as soon as is practicable and will announce the completion of same and the new CUSIP number and new trading symbol applicable to its common shares in due course.

About Prospector

The focus of Prospector is to compile an attractive portfolio of precious metals assets that can be developed into mines and to assemble a highly experienced technical and corporate management team with a solid experience base of developing and building mines in South America, Central America and North America. Through its strategy of evaluating and acquiring precious metals projects and through a combination of organic exploration, project development and strategic acquisitions, the new management team intends to grow the recapitalized Prospector and create long-term shareholder value through the development of high-margin, strong free-cash-flowing mining operations.

Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.

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